meetings
This query is : Resolved
17 August 2010
Q.1 what is the quorum of a private co. which is the subsidiary of public co. ?
Q.2 what is the effect of failure of quorum in a statutory meetingt ?
Q.3 is statutory meeting a general meeting ?
Q.4 is it necessary to send a notice of
section 171/172 for a statutory meeting ,along with the the statutory report ?
plzz answer as soon as possible....
Q.2 what is the effect of failure of quorum in a statutory meetingt ?
Q.3 is statutory meeting a general meeting ?
Q.4 is it necessary to send a notice of
section 171/172 for a statutory meeting ,along with the the statutory report ?
plzz answer as soon as possible....
17 August 2010
1. section 174---quorum is 2 members personally present for a private company. Subsi status does not make any difference.
2. Without quorum no valid meeting
3. Yes. Statutory meeting is a kind of GM of shareholders.
4. Yes. 100% compliance of section 171/172 is required for statutory GM
Regards
2. Without quorum no valid meeting
3. Yes. Statutory meeting is a kind of GM of shareholders.
4. Yes. 100% compliance of section 171/172 is required for statutory GM
Regards
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17 August 2010
thank u sir
ankur sir ,
Q.5 As per section 170 , are sections 171 - 186 applicable to class meeting ,statutort meeting, debenture.h meetings ,creditors meet, board meet,or they are applicable to only AGM EGM ?
ankur sir ,
Q.5 As per section 170 , are sections 171 - 186 applicable to class meeting ,statutort meeting, debenture.h meetings ,creditors meet, board meet,or they are applicable to only AGM EGM ?
17 August 2010
Related to Q no.2 :
Q.6 sir if quorum is not present in a statutory meeting then will we follow section 174(4)?
(sir some one told me that in such a situation we will first see the articles of the co. & if AoA are silent then it will be the meeting, who will decide the consequence of non presence of quorum in the SM.)is it correct?
(another person told me that quorum is not necessary for a S.M. as in the SM no resolutions are passed & it is just an introduction meeting)I totally disageree with tthis view. plz give your views ...
Q.6 sir if quorum is not present in a statutory meeting then will we follow section 174(4)?
(sir some one told me that in such a situation we will first see the articles of the co. & if AoA are silent then it will be the meeting, who will decide the consequence of non presence of quorum in the SM.)is it correct?
(another person told me that quorum is not necessary for a S.M. as in the SM no resolutions are passed & it is just an introduction meeting)I totally disageree with tthis view. plz give your views ...
17 August 2010
Related to Q no. 1
Q.7 sir what about the quorum of a section 43A co.
Q.8 plz tell some thing abt sec 43A co.
Q.7 sir what about the quorum of a section 43A co.
Q.8 plz tell some thing abt sec 43A co.
17 August 2010
Related to Q.4
Q.9 sir when we have sent a statutory report for a SM,then whats the purpose of sending a notice for SM?
Q.10 plz explain whatz the differnce bw the purpose of a notice of SM & a statutory report of SM,(despite of both being sent atleast 21 days before the meeting)?
Q.9 sir when we have sent a statutory report for a SM,then whats the purpose of sending a notice for SM?
Q.10 plz explain whatz the differnce bw the purpose of a notice of SM & a statutory report of SM,(despite of both being sent atleast 21 days before the meeting)?
17 August 2010
Q.11 sir can a non member become a chairman of the meeting?
17 August 2010
Q.12 is a prospectus issued for rights issue ?
Q.13 Is pros. needed if rights issue is with renunciation ?
Q.14 Is rights issue a public issue bcz even persons, other than those to whom the sh. are offered,can apply for rights shares by purchasing renunciable rights from the market?
Q.13 Is pros. needed if rights issue is with renunciation ?
Q.14 Is rights issue a public issue bcz even persons, other than those to whom the sh. are offered,can apply for rights shares by purchasing renunciable rights from the market?
17 August 2010
->sec 56 says that no prospectus is needed for issue of shares to existing sh.h.(whether with or without the right of renunciation)
but
->sec 67(3)says that if any person, other than the offeree can apply for the shares then prospectus is needed to be issued. So if rights are renunciable then the existing sh.h ke alava other persons(public) can also apply for those shares.
my Q.15 is whether sec 56 overrides the provisions of section 67(3) OR vice versa ?
but
->sec 67(3)says that if any person, other than the offeree can apply for the shares then prospectus is needed to be issued. So if rights are renunciable then the existing sh.h ke alava other persons(public) can also apply for those shares.
my Q.15 is whether sec 56 overrides the provisions of section 67(3) OR vice versa ?
18 August 2010
Answer 5:
Section 170 or 171 to 186 has no applicability on board meetings or any committee meetings of board. As per section 170 section 171 to 186 are mandatory for GM of a public company and in case of a private company they are not mandatory and provision of article shall prevail over section 171 to 186.
Answer 6:
Entire section 174 is applicable on the statutory meeting subject to the provision of section-170. In other words in case of a public company section 174 is mandatory but for a private company provision of article shall prevail n case quorum is not present. Quorum is must for a statutory meeting. Without quorum you cannot held statutory meeting.
Answer 7 and 8:
No need to waste your time on deemed company u/s 43A. It is completely obsolete from law.
Section 170 or 171 to 186 has no applicability on board meetings or any committee meetings of board. As per section 170 section 171 to 186 are mandatory for GM of a public company and in case of a private company they are not mandatory and provision of article shall prevail over section 171 to 186.
Answer 6:
Entire section 174 is applicable on the statutory meeting subject to the provision of section-170. In other words in case of a public company section 174 is mandatory but for a private company provision of article shall prevail n case quorum is not present. Quorum is must for a statutory meeting. Without quorum you cannot held statutory meeting.
Answer 7 and 8:
No need to waste your time on deemed company u/s 43A. It is completely obsolete from law.
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18 August 2010
Answer 9:
You have to send notice of SM to the shareholders as this is a GM which is equal to AGM or EGM as far as compliance of section 171, 172 or 174 is concerned. It is recommended to send notice along with report to avoid postage exps.
Answer 10:
The question of diff between purpose of a notice of SM & a statutory report of SM does not arise bcoz both are statutory formalities. For this purpose you are requested to read the content of statutory report given in section 165.
Answer 11:
Yes a non member can become chairman of the company. Normally a director is elected as chairman of meeting. In company law it is not necessary for a director to hold shares of the company. So in this way a director who is not a shareholder can become chairman of the meeting.
You have to send notice of SM to the shareholders as this is a GM which is equal to AGM or EGM as far as compliance of section 171, 172 or 174 is concerned. It is recommended to send notice along with report to avoid postage exps.
Answer 10:
The question of diff between purpose of a notice of SM & a statutory report of SM does not arise bcoz both are statutory formalities. For this purpose you are requested to read the content of statutory report given in section 165.
Answer 11:
Yes a non member can become chairman of the company. Normally a director is elected as chairman of meeting. In company law it is not necessary for a director to hold shares of the company. So in this way a director who is not a shareholder can become chairman of the meeting.
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18 August 2010
Answer 12 and 13:
Prospectus is not must for right issue. However a letter of offer is must. You may also treat this letter of offer as prospectus.
Answer 14:
Right issue is not necessarily a public issue. It is totally dependent on the language of the draft letter of offer. It is a bit difficult for me to make you understand the entire concept through net bcoz this question involves the deep and hidden interpretation of various sections like section 67, 81 and many more.
Prospectus is not must for right issue. However a letter of offer is must. You may also treat this letter of offer as prospectus.
Answer 14:
Right issue is not necessarily a public issue. It is totally dependent on the language of the draft letter of offer. It is a bit difficult for me to make you understand the entire concept through net bcoz this question involves the deep and hidden interpretation of various sections like section 67, 81 and many more.
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18 August 2010
related to Q. 11:
sir i saw in Ramaiya's co. act that
"a non member can't be a chair man.
but if it is given in the AoA then a non member can be a chman then he can be .
Q.16 is this correct?
Q.17 Sir if dir. is not require to hold sh. of the co. then what abt the qualifying shares that are to be purchased by the director?
Q.18 sir is there somthing like "the non member chairman of the board meeting can become the ch.man of the general meeting?
sir i saw in Ramaiya's co. act that
"a non member can't be a chair man.
but if it is given in the AoA then a non member can be a chman then he can be .
Q.16 is this correct?
Q.17 Sir if dir. is not require to hold sh. of the co. then what abt the qualifying shares that are to be purchased by the director?
Q.18 sir is there somthing like "the non member chairman of the board meeting can become the ch.man of the general meeting?
18 August 2010
sir plz re-consider my Q.no. 14 & 15 ....
i'm really confused ....need ur help...
I know that interpretation about rights issue is quite wide ...
but it would be very kind of you if you could explain me something abt it in short...
and i wud really like to thank you for sparing your precious time in solving my queries. I'm really obliged to you.
awaiting your reply....
-sukriti
i'm really confused ....need ur help...
I know that interpretation about rights issue is quite wide ...
but it would be very kind of you if you could explain me something abt it in short...
and i wud really like to thank you for sparing your precious time in solving my queries. I'm really obliged to you.
awaiting your reply....
-sukriti
18 August 2010
related to answer no. 2 & 6
Q.19 sir did you meant that a SM without quorum is invalid & it will be adjouned to the next week same day same place & time [sec 174(4)]?
plz tell whether I'm correct...
Q.19 sir did you meant that a SM without quorum is invalid & it will be adjouned to the next week same day same place & time [sec 174(4)]?
plz tell whether I'm correct...
18 August 2010
Q.20> 21 clear days means: 21 days + day of meeting + day of posting notice + 48 hours in transit - 24 hours (that are common between 48 hours of transit & 1 day of posting)= 24 days
sir am i correct?
sir am i correct?
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